WEBSITE TERMS OF USE

1. ACCEPTANCE OF THE TERMS OF USE These terms of use are entered into by and between you and M.AI Unbound Inc. (“M.AI,” “we,” “us,” “our”). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, “Terms of Use”), govern your access to and use of mai.co, including any content, functionality, and services offered on or through mai.co (collectively, the “Website”), whether as a guest or a registered user. Please read these Terms of Use carefully before you start to use the Website. By using the Website, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found at mai.co/privacy-policy, incorporated herein by reference. If you do not want to agree to these Terms of Use, you must not access or use the Website. THESE TERMS OF USE CONTAIN A MANDATORY ARBITRATION AGREEMENT, REQUIRING YOU TO RESOLVE ANY DISPUTE BETWEEN YOU AND M.AI THROUGH FINAL AND BINDING INDIVIDUAL ARBITRATION, SUBJECT TO LIMITED EXCEPTIONS, RATHER THAN IN COURT, AND REQUIRING YOU TO FOREGO JURY TRIALS, CLASS, COLLECTIVE, AGGREGATE, MASS, REPRESENTATIVE, OR CONSOLIDATED ACTIONS OR PROCEEDINGS, AND ALL OTHER TYPES OF COURT PROCEEDINGS OF ANY AND EVERY KIND. YOU WILL BE BOUND, UNLESS YOU OPT-OUT OF THE ARBITRATION AGREEMENT BY FOLLOWING THE OPT-OUT PROCEDURES SET FORTH BELOW. BY ENTERING THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THE ARBITRATION SECTION AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION. 2. CHANGES TO THE TERMS OF USE We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Website thereafter. Your continued use of the Website or any other service provided through the Website, following the posting of revised Terms of Use, means that you accept and agree to the modified Terms of Use. 3. CHANGES TO THE WEBSITE We may update the Website from time to time, but the Website is not necessarily complete or up to date. Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material. 4. ACCESSING THE WEBSITE AND ACCOUNT SECURITY The Website is offered and available to users who are 18 years of age or older. If you are under 18 years of age, you are not authorized to use the Website . By using the Website, you represent and warrant that you are of legal age to form a binding contract with M.AI. We reserve the right to withdraw or amend the Website, and any part thereof, in our sole discretion without notice. We will not be liable, if for any reason, all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict user access, including registered user access, to some parts of the Website or the entire Website. To access the Website, you may be asked to provide certain registration details or other information. It is a condition of your use of the Website that all the information you provide on the Website is correct, current, and complete. If you choose, or are provided with, a username, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Website or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use. 5. INTELLECTUAL PROPERTY RIGHTS a) SERVICES AND MATERIALS The Website (including all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) is owned by M.AI, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. These Terms of Use permit you to use the Website for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Website. You must not access or use for any commercial purposes any part of the Website. If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Website in breach of these Terms of Use, your right to use the Website will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Website or any content on the Website is transferred to you, and all rights not expressly granted are reserved by M.AI. Any use of the Website not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws. b) TRADEMARKS M.AI Unbound, M.AI, the M.AI logo, and all related names, logos, product and service names, designs, and slogans are trademarks of M.AI or its affiliates or licensors. You must not use such marks without the prior written permission of M.AI. All other names, logos, product and service names, designs, and slogans on the Website are the trademarks of their respective owners. c) COPYRIGHT INFRINGEMENT We reserve the right to block access to or remove material, including User Contributions (as defined below), from the Website if we reasonably consider such material to be copyrighted material that is or may be infringing any person’s rights. Owners of copyrighted works who believe that their rights under U.S. copyright law have been infringed may report the infringement under the DMCA. A copyright owner should contact M.AI to report such concerns by providing notice to M.AI’s Designated Agent as required under the DMCA, Title 17 U.S.C. § 512 at https://www.copyright.gov/dmca-directory, and follow instructions regarding notifications of claimed infringement. If such notice is provide by email, please address to info@mai.co. If such notice is provided by mail, please address to: 800 N King St, Suite 304 #2966, Wilmington, DE, United States, 19801. 6. PROHIBITED USES You may use the Website only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Website: ● In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries). ● For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise. ● To send, knowingly receive, upload, download, use, or re-use any material that does not comply with these Terms of Use. ● To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation. ● To impersonate or attempt to impersonate M.AI, an M.AI employee, another user, or any other person or entity (including, by using email addresses or screen names associated with any of the foregoing). ● To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by us, may harm M.AI or users of the Website, or expose them to liability. Additionally, you agree not to: ● Use the Website in any manner that could disable, overburden, damage, or impair the Website or interfere with any other party’s use of the Website, including their ability to engage in real time activities through the Website. ● Use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website. ● Use any manual process to monitor or copy any of the material on the Website, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent. ● Use any device, software, or routine that interferes with the proper working of the Website. ● Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful. ● Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website. ● Attack the Website via a denial-of-service attack or a distributed denial-of-service attack. ● Otherwise attempt to interfere with the proper working of the Website. 7. USER CONTRIBUTIONS The Website may contain message boards, chat features, bulletin boards, forums, interactive forms and other interactive features (collectively, “Interactive Services”) that allow users to post, submit, publish, display, or transmit to other users or other persons (hereinafter, “post”) content or materials (collectively, “User Contributions”) on or through the Website. All User Contributions must comply with the content standards set out in these Terms of Use. Any User Contribution you post to the Website will be considered non-confidential and non-proprietary. By providing any User Contribution on the Website, you hereby grant us, our affiliates and service providers, and our respective licensees, successors, and assigns, a worldwide, non-exclusive, perpetual, royalty-free, fully paid up, transferable license to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose. You represent and warrant that: ● you own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and our respective licensees, successors, and assigns; and ● all of your User Contributions do and will comply with these Terms of Use. You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not M.AI, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness. We are not responsible or liable to any third party for the content or accuracy of any User Contributions posted by you or any other user of the Website. 8. CONTENT STANDARDS These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations. Without limiting the foregoing, User Contributions must not: ● Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable. ● Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age. ● Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person. ● Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy. ● Be likely to deceive any person. ● Promote any illegal activity, or advocate, promote, or assist any unlawful act. ● Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person. ● Impersonate any person or misrepresent your identity or affiliation with any person or organization. ● Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising. ● Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case. 9. SUBSCRIBERS AND OTHER TERMS AND CONDITIONS Any purchases or other transactions for the sale of services formed through the Website, are governed by our Services Subscription Agreement mai.co/services-subscription-agreement. Additional terms and conditions may also apply to specific portions, services, or features of the Website. All such additional terms and conditions are hereby incorporated by this reference into these Terms of Use. 10. MONITORING AND ENFORCEMENT; TERMINATION We may, without liability or obligation, in our sole discretion and at any time: (i) terminate these Terms of Use or suspend your account at any time with or without notice to you in the event that you breach (or we reasonably suspect that you have breached) any provision of these Terms of Use; (ii) make modifications to, or discontinue, any services with or without providing you with notice (except as we may expressly agree to provide you with notice elsewhere in these Terms of Use); and/or (iii) require you to use a modified version of the services in order to have continued access to the services. We have the right to: ● Remove or refuse to post any User Contributions for any or no reason in our sole discretion. ● Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates these Terms of Use, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Website or the public, or could create liability for M.AI. ● Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy. ● Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website. ● Terminate or suspend your access to all or part of the Website for any or no reason, including without limitation, any violation of these Terms of Use. Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website. YOU WAIVE AND HOLD HARMLESS M.AI AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY M.AI AND ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER M.AI, SUCH PARTIES, OR LAW ENFORCEMENT AUTHORITIES. We cannot review all material before it is posted on the Website and we cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this Section. 11. RELIANCE ON INFORMATION POSTED The information presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents. The Website may include content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by M.AI, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of M.AI. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties. 12. INFORMATION ABOUT YOU AND YOUR VISITS TO THE WEBSITE All information we collect on the Website, including through the use of any Interactive Services, is subject to our Privacy Policy. By using the Website, you consent to all actions taken by us with respect to your information consistent with the Privacy Policy. 13. LINKS FROM THE WEBSITE If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to the Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites. 14. GEOGRAPHIC RESTRICTIONS The owner of the Website is based in the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws. 15. DISCLAIMER OF WARRANTIES TO THE FULLEST EXTENT PERMITTED BY LAW, M.AI HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. YOUR USE OF THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. NEITHER M.AI NOR ANY PERSON ASSOCIATED WITH M.AI MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER M.AI NOR ANYONE ASSOCIATED WITH M.AI REPRESENTS OR WARRANTS THAT THE WEBSITE WILL BE ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE WEBSITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ON ANY WEBSITE LINKED TO IT. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. 16. LIMITATION ON LIABILITY TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL M.AI, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE OR ANY WEBSITES LINKED TO I, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE. THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. 17. INDEMNIFICATION You agree to defend, indemnify, and hold harmless M.AI, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of the Website, including, but not limited to, your User Contributions, any use of the Website’s content and services other than as expressly authorized in these Terms of Use, or your use of any information obtained from the Website. 18. GOVERNING LAW All matters relating to the Website and these Terms of Use, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction). 19. ARBITRATION a) MANDATORY BINDING ARBITRATION OF DISPUTES You and M.AI agree that, subject to limited exceptions set forth herein, all disputes, causes of action, or claims arising out of, in connection with, or related to these Terms of Use or this Section 19 or any aspect of the relationship between you and M.AI or the breach, termination, enforcement, interpretation, or validity of these Terms of Use (collectively, “Disputes”), will be resolved through final and binding, individual arbitration in accordance with the rules and procedures of the American Arbitration Association (“AAA”), instead of in a court in any jurisdiction by a judge or jury. You and M.AI agree that an arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability, or formation of this Section 19, including any claim that all or any part of this Section 19 is void or voidable. The arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether these Terms of Use are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel. Notwithstanding this Section 19, you and M.AI each retain the right to bring an individual action in small claims court if it qualifies. Each party also retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights. b) CLASS ACTION AND JURY TRIAL WAIVER You and M.AI agree that each party is waiving the right to trial by a jury or to participate in any purported class, collective, aggregate, mass, representative, or consolidated action, arbitration, or other proceeding. Unless both you and M.AI agree in writing, each party may bring claims against the other only in your or its individual capacity, and not as a plaintiff or class member in any purported class, collective, aggregate, mass, representative, or consolidated action, arbitration, or other proceeding. If the parties’ Dispute is resolved through arbitration, the arbitrator may not consolidate another person’s claims with your claims, and may not otherwise preside over any form of a representative, mass, or class proceeding. If the foregoing sentence is found to be unenforceable, then the entirety of this Section 19 shall be null and void, and you and M.AI shall be deemed not to have agreed to arbitrate disputes on a mass or class basis. This Section 19 shall survive any termination of these Terms of Use. c) OPT-OUT PROCEDURES You can choose to opt-out of arbitration pursuant to this Section 19 by sending M.AI a written opt-out notice within thirty (30) days following the date you first agree to these Terms of Use by mail at 800 N King St, Suite 304 #2966, Wilmington, DE, United States, 19801 or by email at info@mai.co. If mailed, the opt-out notice must be postmarked no later than thirty (30) days following the date you first agree to these Terms of Use. To be effective, the opt-out notice must contain your name, address, and signature. If you opt-out, all other parts of these Terms of Use will continue to apply to you. Opting-out of this Section 19 has no effect on any previous, other, or future arbitration agreements that you may have with M.AI. d) RULES AND PROCEDURES The arbitration will be administered by the AAA under its Consumer Arbitration Rules and any supplementary rules (the “AAA Rules”) then in effect, except as modified by these Terms of Use. The AAA Rules are available at www.adr.org.The rules of the arbitral forum will govern all aspects of this arbitration, except to the extent those rules conflict with these Terms of Use. A party who wishes to start arbitration must submit a written demand for arbitration to the AAA and give notice to the other party as specified in the AAA Rules. Any arbitration hearings will take place in San Francisco, California or at another mutually agreed location. It is the intent of the parties that the AAA Rules and the U.S. Federal Arbitration Act (“FAA”) shall preempt all state laws to the fullest extent permitted by law. If the AAA Rules and the FAA are found to not apply to any issue that arises under this Section 19 or the enforcement thereof, then that issue shall be resolved under the laws of New York, without regard to its choice or conflict of law provisions. e) CHANGES TO THE ARBITRATION SECTION Notwithstanding changes to the Terms of Use or Website pursuant to Sections 2 or 3, if M.AI changes any of the terms of Section 19 after the date you first accepted these Terms of Use (or accepted any subsequent changes to these Terms of Use), you may reject any such change by sending us written notice of such rejection within thirty (30) days of the date such change became effective. The written notice must be provided either by mail at 800 N King St, Suite 304 #2966, Wilmington, DE, United States, 19801 or by email at info@mai.co. To be effective, your notice must include your full name and clearly indicate your intent to reject changes to this Section 19. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and M.AI in accordance with the terms of this Section 19 as of the date you first accepted these Terms of Use (or accepted any subsequent changes to these Terms of Use). 20. WAIVER AND SEVERABILITY No waiver by M.AI of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of M.AI to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision. If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of these Terms of Use will continue in full force and effect. 21. ENTIRE AGREEMENT These Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and M.AI regarding the Website and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Website. 22. YOUR COMMENTS AND CONCERNS The Website is operated by M.AI, 800 N King St, Suite 304 #2966, Wilmington, DE, United States, 19801. All feedback, comments, requests, and other communications relating to the Website should be directed to: info@mai.co.